Rise of the Decepticons - Episode 1: The Nemesis Army Part 1
by Crystine Decepticon
Summary: Heroic Decepticons AU. Episode 1 in series: Rise of the Decepticons, part 1 of 3. Follows the Prequel. Sentinel Prime takes a promising student under his wing, while Lord Straxus sends his new army to invade Iacon.
1. Chapter 1

**Chapter 1**

The Cybertron Combat Training and Intelligence Academy in central Iacon stood proudly against the day's waning light, its numerous outbuildings and combat arenas scattered across the sprawling grounds. The school had been in operation for eons, its rich and glamorous history producing many of Cybertron's finest warriors, yet its current class of students attended the daily lessons and activities without a second thought to the unique heritage and legacy that they each carried forward; to them, it was simply known as Cybertron's War Academy.

Sentinel Prime was a former student of the War Academy. Long ago, he had demonstrated advanced skills and knowledge and, along with a strong aptitude for leadership and wisdom well beyond his years of existence, had become the next Prime. Now, after his temporary alliance with the Liege Maximus in an effort to stop Megatron and his Decepticons from forming their own Destron group and asserting independence, he had been reprimanded by the Autobot Council of Elders. They had given him a choice: relinquish his mantle of leadership of the Autobot army to a new Prime, or temporarily refrain from making any major decisions without the Council's approval and instead spend some time in a more passive role, such as teaching at the Academy. Sentinel had begrudgingly chosen the latter.

He walked down the Academy's majestic halls, and regarded his new protégé with a discerning optic. It was mostly quiet and the halls were empty after the day's classes, so he was able to speak with Optronix in relative privacy. "Indeed, much has changed since I was a student at this Academy. Did you know that it was once frequented by Destrons alone? Much later, after we assumed their role, it became an all-Autobot establishment, and has remained as such to this day." Sentinel walked a few more paces in thought, and then stopped to examine his student. "You, Optronix, demonstrate much potential. More than I have seen in any other Autobot in a long, long time."

Optronix was a large, sturdily built Autobot whose color scheme matched that of the Autobot High Command; red, white and blue. His heavy vehicle alt mode only added to his brute strength and stamina in combat situations; nevertheless, it spoke little of his mostly unrivalled analytical skills amongst the Autobots – save for Sentinel Prime's. "Thank you, sir." His tone was respectful, almost bashful as he contemplated the Prime's words. After a few moments, he added, "I am honoured that you hold me in such high regard. However, my designation has already been decided. I will not be accepting a position within the Autobot army."

Sentinel looked back at him with obvious displeasure. "Then, why are you here?"

"My residency at the Academy is only temporary. My guardian, Alpha Trion, suggested that I attend for the opportunity to develop my knowledge and experience in combat, should the need ever arise for me to join the military effort; otherwise, I have opted to remain a civilian."

"I see." Sentinel nodded in comprehension of the younger Autobot's reasoning, though he could not even begin to fathom it. From the moment he was sparked into existence, Sentinel Prime had wanted to lead the Autobot army more than anything else in the known universe, and as hard as he tried to see Optronix's point of view, he simply could not. "May I give you some advice?" he began, as he resumed a steady pace.

"Of course," Optronix replied, listening attentively while maintaining a comfortable stride alongside his teacher.

"Quite frankly, it is my sincere belief that, should you opt for civilian duty, your remarkable talents would simply go to waste." He stopped outside the instructors' rec room, deep in thought. "If you wish, I can speak to Alpha Trion and let him know that you have a guaranteed position awaiting you as my chief tactical advisor… once you have graduated from the Academy, of course."

Optronix couldn't hide his astonishment, and for a few moments it seemed as if he had lost his vocal processor. "Sir, that is a very generous offer, but I cannot accept it. I have already given Alpha Trion my word. A place has already been assigned to me, and I wish to honour it." He paused, and then lowered his voice. "Besides… I do not believe in war. I only ask that I be allowed to live my life in peaceful service to my fellow Autobots."

Sentinel's blue optics glimmered with resolve, unable to accept his students' altruistic sense of idealism. "And what kind of service will you be able to offer your fellow Autobots when they are deactivated on their very recharging berths because you did not believe in war?" His gaze drew Optronix's like a magnet. "You may not _believe_ in war, Optronix, but you can believe me when I tell you that one day you will have no choice but to fight for your own freedom, and the freedom of your fellow Autobots." He inhaled deeply, pulling his gaze away. "You _do_ value freedom, do you not?"

Optronix looked distraught and confused, but he valued the Prime's words as if they were made of Cybertonium. "Yes, of course… freedom is the right of all sentient beings."

"Well, then, what are you afraid of?" When Optronix did not reply, he continued. "All I ask is that you think seriously upon my offer. It will be waiting for you, when you decide to take it."

At last Optronix nodded, looking back at his teacher. "Thank you."

Sentinel opened the door to the rec room, and gave his student a tilt of his head. "Just out of curiosity – what will be your assigned place, after you graduate?"

"Data archivist," Optronix replied simply.

Sentinel nodded. "Ah," he said, and then smiled before entering the rec room and closing the door after him, leaving Optronix alone in the hall to ponder his future.

* * *

Megatron had dismissed Straxus' attempts at contacting him for several weeks, until now. Ever since he and his newly formed group of Decepticons had ousted Liege Maximus from his post in Kaon, their fame and reputation had steadily increased; they had even been featured on Cybertron's general broadcast network and, as a result, Destrons from all over Cybertron sought to join the Decepticon ranks.

"Megatron, I must congratulate you on your ruthless execution of that fool Liege Maximus." The close up image of Straxus' head filled the view screen of the control room. As he spoke, Megatron watched him with a marked scepticism. Soundwave, the Decepticons' communications expert, and Starscream, their Air Commander and second in charge, were present for the occasion, as were the two highest ranking seekers after the Air Commander, Skywarp and Thundercracker.

Megatron leaned back in his seat, and rubbed the side of his face with his hand. "Ruthless execution?" He was not particularly keen on correcting Lord Straxus. It was only a minor oversight, after all.

"Yes. It was about time he was removed. He does not belong amongst us," Straxus continued.

"'Us?'" Starscream repeated to himself, unsure of the war lord's true motives.

Straxus ignored him. "Unfortunately, by doing so you have deprived me of the pleasure of watching him die a slow and agonizing death in my smelting pools."

Megatron interrupted him before he could continue with his small rant. "Was there some other reason you wished to contact me, Straxus?"

The tyrannical war lord paused, leaned in closer to the screen. "Since you mention it. Yes. Let this be a warning to you all. Stay out of my way, and I will let you live. Try to stop me, however, and I shall take great pleasure in watching you all die agonizing deaths. Especially you, Soundwave, you _traitor_!" Straxus pointed a finger accusingly at the blue and white Cassetticon guardian.

"I think I've heard enough–" Megatron shook his head dismissively, giving the signal to end the conference, when Straxus changed his tone suddenly, stared straight into the view screen.

"Serve me, and I will spare your lives. But cross me, and you will suffer the consequences! I _am_ the prophesized Chaos Bringer–" Straxus managed to impart, before the image on the screen went blank.

"Thank you, Soundwave," Megatron said, relieved, to which the communications expert gave him a small nod in acknowledgement.

"Well, he was certainly entertaining," Starscream commented in his satirical manner.

"The prophesized Chaos Bringer? Do you know what he's talking about?" Thundercracker asked curiously.

When no one else had an answer for him, Megatron replied. "It's an ancient myth. The Chaos Bringer – supposedly – is the negative counterpart to Primus. A large and powerful robot that devours entire planets. Apparently, it has been prophesized to return one day."

"And Straxus thinks _he's_ this Chaos Bringer?" Skywarp said after a few moments of contemplative silence. "He's crazier than we thought."

* * *

Scrounge walked along the path that led to the main student hall at the War Academy. He had scored last overall in today's training exercises, though that had come as no surprise to anyone. He was small and light in stature, and shied away from any task that required making important decisions. His only self-proclaimed useful ability, when it came to military operations, was espionage. It was this special talent that he was unashamedly proud of, and probably the only reason his application to the War Academy had not been rejected outright.

Still, the majority of his fellow class mates never let him forget his general unpopularity. Even the small clan of mini-bots, who seemed to always stick together, looked upon him with condescension. The only two Autobots who ever bothered to show him any kindness at all were a cassette-bot guardian who liked to go by the name of Blaster and, to his delight, the biggest and strongest in his class, Optronix.

As he entered the student hall, the familiar sounds of his class mates chatting and laughing in the lounge sent shivers down his linkage. His optics darting in all directions, he headed for the refuelling station and poured himself a canister, then quietly scooted across to a group of Autobots who were gathered together around a table. It looked as if they were pooling credits for a wager.

"What's going on?" Scrounge asked his friend Blaster.

"Not now, Scrounge."

Scrounge ignored his dismissive reply, and then looked on with curiosity as the loudest of the group – an orange and red Autobot who had been granted the nick of Hot Rod by his fellow class mates – gathered up the credits into a pile with a self-satisfied grin. "Alright, do I have everyone's bets?" he asked.

"Just remember – if you get caught, I never had anything to do with it," said one of the mini-bots.

"Me get caught?" Hot Rod repeated incredulously. "Pfft. No way."

"Huffer's got a point, you know; wagering with credits _is_ against the rules," Swerve chimed in. He leaned an elbow against fellow mini-bot Gears, who gave him an irritated look. "Still, it's your crypt ceremony, I suppose."

"Shut the hell up, Swerve," Hot Rod told him dismissively. "Say, have any of you seen Magnus?" When he received no affirmative responses, he shrugged. "It's his loss, I guess. You did tell him to be here, right, Blastbox?"

Blaster kicked his feet up onto the table, clasped his hands behind his head. "I told ya, the name's _Blaster_ , now. And, yeah, he knows."

Scrounge tried again. "What's the wager for, guys? Blaster?"

"Huh?"

"The, you know, I mean, what's – what's everyone betting on?"

Blaster was usually caught somewhere between wanting to tell Scrounge to just go away and leave him alone, and feeling charitable enough to give him an astro-second's worth of attention. "Uh. Well, hot shot over here reckons he can beat Optronix in tomorrow's agility challenge."

"Oh." Scrounge really had no idea who would win in such a competition; all he knew was that Hot Rod and Optronix were two of the most capable cadets at the Academy, and he would be insane to go up against either one of them in any kind of challenge. "Well, I hope you win, Hot Rod – I mean, I _know_ you'll beat 'em easy!"

Hot Rod gave him a sidelong glance. "You can bet your wheel on that, small fry." At that moment, a tall, blue, red and white cadet walked into the hall and past the table of gathered bots, offering only a passing interest at the pile of credits in Hot Rod's possession. "Speaking of the big bot," Hot Rod said, addressing Optronix. "Hey, have you seen Magnus?" Optronix filled up a canister of fuel at the dispenser without speaking a word. "What's the matter with you?"

Optronix walked over to the table, gave Scrounge a nod as he took a chair beside the small bot, and then slowly shook his head at Hot Rod. "You do know that's against the rules?" he reminded his class mate, though rather half-heartedly.

"Eh, rules, shmools," Hot Rod replied, and laughed. "You ready for tomorrow, then?"

Optronix sighed, and then shrugged. He had other things on his mind. "As ready as I'll ever be."


	2. Chapter 2

**Chapter 2**

Lord Straxus took one look at his new advisor and grunted in satisfaction. "At least _you_ wouldn't dare double cross me, would you, Grindcore?"

Grindcore was a heavy-set Destron, and a powerful and formidable enemy on the battlefield, particularly when in his double-barrelled tank mode. "No, Lord Straxus."

"Good. Now, your first duty as my subordinate is to find me a test subject. Autobot, Destron – it matters not. Find him and bring him here." Polyhex's head of state cradled his short-handled glaive in a show of superiority as he spoke.

Grindcore kept his optics lowered as a sign of respect. "It shall be done," he replied.

From the doorway of the control room, a figure lurked behind him in the shadows, grinning excitedly. Straxus motioned for him to enter, while Grindcore departed to carry out his assigned task.

Deluge was Straxus' trusted head scientist. His eccentric and often depraved manner could easily strike fear into even the most indomitable of Destrons, other than Straxus himself. He approached the war lord with a gleam in his optics that spoke of untold horrors yet to be unveiled. "All is ready, my Lord. All we need now is a volunteer."

Straxus nodded approvingly. "Do not concern yourself with petty details. Leave that to me; you shall have your volunteer shortly." And then, the thought of the power and glory that would very soon be within his grasp gave him the sudden urge to send some unfortunate sap to meet his end in his smelting pools.

* * *

"Let me see those," Hook demanded of Scrapper, holding out his hand expectantly. Scrapper handed his friend the plans without hesitation. He'd been working on a major project relentlessly for the past few weeks, but was unable to solve a particular problem that had been bothering him, so he had asked for Hook's advice. "Hm. Well, it's an interesting concept, that's for sure – but I just don't see how you can pull this off."

"Why not?" the leader of the Constructicons replied, his tone innocently inquisitive.

Hook sighed. He may be the Decepticons' finest surgical engineer and master craftsman, but there were some things that even he didn't think he could make happen. "This kind of complete system unification is too unstable. Plus, from what I recall a similar feat was attempted once before, and it failed."

But Scrapper remained optimistic. He would not be deterred so easily, and this was one of his strong points. "Perhaps, but then I recall a time when the process of transformation was deemed impossible."

Hook nodded. "Well, you certainly have a point there." He paused, studied the theoretical design on the data pad he held in his hand. "Have you considered using a zero-point field to nullify the multi-personality cross-linking?"

"No. I didn't have access to that kind of tech in Iacon, so I never incorporated it into the design in the first place, but now–" Scrapper suddenly stopped and looked at his friend expectantly. "Wait just an astro-second." He walked briskly over to the main terminal at his work station and brought up a schematic of his design, then input a string of commands into the keypad. The on-screen diagram adjusted instantly to the new data set.

Hook walked over to him and stared at the screen, then slowly nodded in satisfaction. "Now _that's_ more like it."

Scrapper smiled behind his face mask. "Hook, you're a genius."

"Don't mention it. It's your design, after all," Hook answered, shrugging. But Scrapper hardly heard him. He was too busy preparing the new sub-programs for his project.

* * *

Optronix and his class mates stood waiting inside the designated learning hall for their mentor to arrive. It would be an interesting day – today's test would determine who was the most agile amongst them, but it would also give them a strong indication as to what each cadet's beginning rank might be, should they graduate and be granted a position within the Autobot military regime. It would separate the leaders from the followers; for the former, it would define who they were, and what kind of future they might have within the ranks of the Autobot army's elite. For the latter, it would mean the start of a long and arduous journey through the lower ranks in the hopes that, one day, they might earn an esteemed place alongside their contemporaries.

Sentinel strode into the learning hall and made his way through the gathered crowd of students without skipping a beat. Once he reached the podium at the front, he looked out towards his assigned class with a stern, no-nonsense expression, and everyone quietened down to hear him speak. "As you all know, today's challenge is to measure agility." A pause as the group took in his words in silence. "Well, since everyone is already here, let's just get on with it, shall we?" Sentinel began to step off the podium and head towards the exit without waiting for a reply, but was stopped by a voice from the crowd.

"Uh, Sentinel? I mean Prime, sir?" Blaster's distinctive speech pattern rose up from somewhere near the back of the class.

Sentinel turned impatiently towards the cadet. "What is it?" His voice sounded defeated, and his mannerisms seemed almost defiant – as if he wished he could be elsewhere right now, anywhere else but where he was, far away from the shame and humiliation of being forced to play mentor to a group of inexperienced cadets.

Blaster looked around the group. "It's just that, well, Scrounge ain't here yet." Quiet murmurs and sighs of frustration came back at him, and he added, shrugging, "But it's no biggie."

"Oh, come on; we already know he's going to come last," Hot Rod quipped, and the sounds of protestations turned into muffled laughter.

Sentinel sighed. "Scrounge, who?" After a few moments he dismissed the thought and changed the subject. "Oh, yes, before I forget. The winner is to be awarded a special assignment." He looked directly at Optronix as he spoke. "Consider it your first real mission… into Destron territory." Looks of surprise and confused excitement greeted Sentinel. Such an opportunity had never been presented to them before.

"Only one of us gets to go?" Hot Rod finally asked.

"Destron territory? Not for me, thanks," Huffer said dismissively.

"What are the details of the mission?" a tall, yellow and red Autobot by the name of Sureshot demanded, his voice overriding all the others.

"I can't give you any details. It'll be on a need-to-know basis," Sentinel replied, and that was that. Before anyone else could ask any further questions about the mysterious mission, he returned to the previous topic. "Now, there's no time to waste. If you'll all make your way to the main arena, we can get started." Then, as soon as he had finished speaking, Sentinel swiftly moved down from the podium and strode back across the hall and out into the corridor, waiting up for no one.

The crowd of students bustled their way out of the hall to follow their mentor, speaking over one another in excitement. Optronix, patiently waiting for the others to exit the hall ahead of him, was the last to leave.

* * *

During the late evening cycle, there were few sounds or signs of activity coming from the chambers and halls of Kolkular base in Kaon. Most of the Decepticons had retired to their recharge chambers, though a few still resisted the urge to power down for the night.

The Air Commander had been on alert since the brief exchange with Straxus that morning. Something about the war lord made him want to cringe every time he thought of him, and he couldn't help but wonder how Straxus had managed to keep Polyhex and his small group of followers under his thumb for so long, particularly when the Liege Maximus had occupied Kaon. Of course, Darkmount's naturally strong defence layout gave Straxus a good advantage.

He had been watching the security monitors in the main control room for several breems. Other than himself, the room was empty, so he was startled slightly when he felt a hand on his shoulder.

"Something's bothering you." Megatron's familiar voice broke the silence.

"It's nothing," Starscream said hesitantly, shrugging away the thought, though his tone told a different story.

"Hm." Megatron pulled his hand away and stood a few moments in silent contemplation. "Very well. We can talk about it tomorrow," he added finally, before turning to walk away.

"No, wait," Starscream interjected, turning away from the monitors. "I mean, it's probably nothing."

The Decepticon leader faced him again. When his second in command said nothing further, he nodded in understanding. "Straxus?"

Starscream slowly paced away from the larger Decepticon. He contemplated the name, as if it presented some kind of strange puzzle that he felt compelled to solve. "We should strike first. Allow me to take an aerial unit into Polyhex and take him by surprise before he can even think of deploying his army against us."

Megatron listened to his Air Commander in silence, and a long moment passed before he replied. "Starscream, you know we need to conserve our energy resources."

A look of disappointment crossed the seeker's face. "Surely that isn't a problem for us? Can't we transport all the resources that we need across our space bridge from Daros, or even Jarr–"

"It won't be enough." As Megatron slowly shook his head, Starscream couldn't help but notice that his mentor was more withdrawn than usual, and realized that something was definitely amiss. "I didn't want to say anything until I was certain."

"You didn't want to say what?" Starscream, apprehensive, moved to stand beside him. "Megatron?"

"If my calculations are correct, Cybertron and its neighbouring star systems will soon be faced with an energy shortage… worse than any we have ever experienced before. If nothing is done to prevent it, we may not be able to defend ourselves against any attack, let alone make use of the space bridge." The silver and black Transformer conveyed his concerns with a distant-sounding, almost detached tone.

Starscream's optics widened in disbelief. Then he straightened, slowly turning his gaze back towards the security monitors as he contemplated the implications of the unfavourable news. "Do the Autobots know about this?"

Megatron shook his head. "I do not believe so."

"How long do we have?" Starscream then asked, to which Megatron simply responded with a look that indicated the time was very near. "And Shockwave has confirmed your findings?"

"Yes."

Several moments passed before Starscream spoke again. "A large-scale energy shortage is just the kind of opportunity Straxus has been waiting for."

Megatron nodded, and then turned to leave. "Agreed. We will discuss our options first thing tomorrow," he said, before leaving the control room to recharge for the night.


	3. Chapter 3

**Chapter 3**

Scrounge hated being late for anything, so when he'd realized that he'd failed to return to the main student hall last night after the other mini-bots in his class had dared – no, _forced_ – him to a drinking challenge before leaving him in a dingy-looking refuelling station all by himself, he was filled with trepidation. As he sat up and looked around him, rubbing at his helm, he tried to remember where he was. He realized with dread that he may not even be inside Iacon's perimeter, and with that thought on his mind he picked himself up. Connecting to Cybertron's satellite network, he was able to get a fix on his location, and then began to panic: Polyhex, north-east sector; almost two hundred astro-miles from the nearest Autobot outpost. This was not good, not good at all.

Then he remembered the agility test that had been scheduled for today's lesson, and he checked his chronometer. He had already missed the start, but if he headed straight for the War Academy without delay, he may still get to watch the finish.

Racing out of the dingy refuelling station, he headed for the quickest route to the Academy, which followed an underground transit lane one street level below. This particular route made him feel claustrophobic, and he generally avoided using it, but it would save him several cycles and so he mustered up the courage to head down there by himself.

Transforming into his wheeled alt mode he sped down the causeway, and tried not to think about the spooky myths of the long lost sparks of bots who had become trapped directly underneath this road, several levels down. Whirl had once told all his class mates how he'd supposedly encountered an apparition whilst travelling along this very transit lane by himself. He'd gone on to tell them about how that apparition had followed him all the way through to the next major sector, which had frightened him to the point that he hadn't been able to recharge properly for an entire week afterwards. Scrounge shivered, and tried to redirect his thoughts to the agility test he was in danger of missing.

But as he continued along the subterranean tunnel that crossed into Iacon, he never made it through to the other end.

* * *

Deluge couldn't help but smile in admiration at the row of reconstructed Empties and off-lined mechs that stood before him like tragic wraiths. Pacing slowly down the length of his lab, he checked over each lifeless form carefully, and imagined how they might respond when he began the final phase of his plan.

It was the culmination of many months – no, _stellar cycles_ – of hard work. It had all started with the selection and retrieval of specimens from the Dead End and various junk yards, before he'd had the good fortune of coming across a more plentiful supply from an off-world contact. Next, the painstaking task of disassembling them all and then sorting the useful parts from the rest, recycling the unsalvageable and useless. He had tried unsuccessfully to modify each personality chip, but had eventually thrown them all into the smelting pools. The Autobots, in particular, used a unique encryption code that he was altogether unfamiliar with. The Destron chips, on the other hand, were a little easier to unlock, though he had been unable to stop the self-destruct sequence built into them once they had been forcefully accessed.

Not that it mattered. Personalities, after all, were not absolutely needed for his grand project to succeed. He was sure that his creations would do what he wanted them to do just as well without them – at least, in theory. All he needed now was a fully functional mech – any would do just fine. Without one, he could not continue his work.

He heard the sound of footsteps approaching from outside his lab, and turned around to see who it might be. A large Destron stood silently in the entranceway.

"Ah, Grindcore!" Deluge rushed eagerly towards him, his optical sensors lighting up in delightful expectation. " _Well_? Do you have it?" Deluge watched Grindcore take a step closer to him, and his gaze was drawn downwards. Then his look of expectancy slowly turned into sheer curiosity at the mini-bot that struggled in vain against Grindcore's powerful grip.

"First thing I could find."

Deluge took a step back to examine the pathetic captive. "Hm. Quite small for an Autobot, isn't he? Still, he'll do perfectly. It's not his frame I'll require, after all." He leaned closer towards the victim, observing him with detached interest, before waving a hand towards an empty bench in the center of his lab. "Just over there will be fine," he said, grinning wickedly, and watched as Grindcore did as he was instructed.

Deluge followed them closely, and then watched as his prisoner struggled to escape from the restraints that had activated automatically around him as he was roughly positioned onto the bench. Grindcore stepped back, and looked over at the Destron scientist. "Will there be anything else?"

Deluge moved closer until he was leaning right over the Autobot. "No, thank you. Oh, but you can tell Straxus that the project is nearing completion," he responded, without taking his optics away from his victim. Behind him, Grindcore nodded quietly and then left the scientist alone to begin the final phase of his work.

* * *

"Nah! Roddy's got it!" The sound of Swerve's loud voice from the loser's bench rang out amidst hoots and yells. His class mates were evenly divided in support of the two remaining competitors in the agility test; Hot Rod and Optronix.

"C'mon, Optronix, we're behind ya!" Brawn, a tough mini-bot, yelled out, punching the air with his fist. "Show 'em who's boss!"

In the center of the arena, Optronix fully focused his mind upon his opponent, pre-empting his every move with calm determination. He watched as Hot Rod skilfully controlled his levitating energy sphere, keeping it out of his reach, while Optronix protected his own sphere. According to the rules of the game, each challenger had to protect his own sphere from every other player whilst also trying to prevent the other players from sinking their own spheres through a set of moving goal posts. Challengers were eliminated quickly, until only one winner remained. It involved some tricky manoeuvring that required fast reflexes and the ability to take advantage of an opportunity when it presented itself.

Many of the rest of his class mates had been defeated early on; Whirl, Sureshot and Powerflash had all held in for quite a while, and Sprocket had almost managed to beat Hot Rod until his arrogance had gotten the better of him and he was tricked by his opponent in alt mode.

Hot Rod transformed into his robot mode as he lunged forward towards Optronix in an attempt to destroy his sphere, but the larger Autobot was prepared and moved out of the way in ample time, while at the same time blocking Hot Rod's chance at sinking his own sphere. Hot Rod landed on the ground just in time to watch as Optronix sank his sphere, winning the agility challenge.

As the crowd of onlookers cheered Optronix's victory, Hot Rod remained seated on the ground where he'd fallen, and shook his head in disappointment as Optronix offered him a hand up. "You've proven yourself a worthy opponent," Optronix said, peering down at the runner up.

Hot Rod stood up, and together they walked back towards their class mates. "Gee, thanks," he said, half dismissively.

* * *

While Optronix and his class mates celebrated his unsurprising victory, the Decepticons in Kaon gathered to discuss matters of an entirely different nature.

"I agree with Starscream. Straxus is one crazy glitch. Sure, he's no match against all of us, but we should be prepared. He's opportunistic, and there's no knowing what he's capable of, given the chance." Thundercracker glanced around at his fellow Decepticons in the briefing room; ever since Kaon had become their base of operations, they'd really started to feel like family to him. He appreciated Megatron's strong leadership, in particular, his strong vision and direction for a better future, and he could now better appreciate why Starscream had always spoken of him as a great friend and mentor. He realized that Megatron and himself were also kindred spirits, sharing the same long-held belief that Cybertron was _their_ home to protect, and hence it was their right and their duty to ensure that it would never again crumble under any threat – alien or otherwise.

Megatron acknowledged his standpoint with a nod, and looked towards their communications expert. "Soundwave, you would know Straxus and Polyhex better than the rest of us. What is your advice?"

Soundwave considered the question for a brief moment before replying. "Thundercracker is correct; Straxus does not pose a threat to us but his unpredictability, and his… creative approach in dealing with his enemies has aided his success. Advice: reconnaissance."

"His creative approach, huh?" Astrotrain repeated, curious.

Soundwave tilted his head slightly, searching for the best way to explain exactly what he had meant by his choice of phrasing. "He takes great pleasure in devising elaborate methods of capture and execution."

"Ah. Of course," Astrotrain said in realization, noticing Dirge's slight discomfort upon mention of the subject.

"Didn't he mention something about us staying out of his way?" Skywarp interjected. "Sounds to me like he's definitely up to something."

"Yeah, and I'd bet it isn't anything good," Thundercracker added, emphasizing the obvious.

Silence filled the room as they all waited expectantly for Megatron to give them the go ahead on a mission into Polyhex. They did not need to wait too long. "Very well. Starscream, Soundwave, Thundercracker, Skywarp and Dirge. Find out what you can, but take no further action until you have reported back to me." He paused, and then looked over at the triple changer. "Astrotrain – you, too. Make sure they all return safely."

"You can count on us, Megatron," Astrotrain replied with a reassuring nod.

* * *

Scrounge had never experienced so much pain in his entire existence. He felt helpless, very frightened and alone, and to make matters worse he had no idea where he was, who was doing this to him, or why. He screamed out for anyone to help him, begging and pleading for his life, but the unfamiliar Destron who was keeping him captive simply ignored his pleas. Strapped down to a table, he couldn't move, nor did he have a clear view of exactly what was happening to him. All he knew was that he felt pain – and lots of it.

When at last the Destron spoke, Scrounge thought that he sounded cold and devoid of empathy; he didn't like this Destron one little bit, nor did he like this place. He wanted to go home where he felt safe, to be allowed to return to the War Academy and the rest of his class mates, even if they didn't particularly like him or want to be his friend; he didn't care, he still considered _them_ his family. It was better than having nothing at all, and certainly better than being here. "Welcome, my little Autobot friend," the Destron said, as he held what appeared to be a laser cutter in his hand. "You are about to become an integral part of the greatest living experiment that Cybertron has ever witnessed. You should feel _very_ proud."

Was the Destron joking? Of course he was… wasn't he? "No, please. I've never hurt anybody. Please, I… I just want to go home. Just let me go home, please… I won't tell anybody, I promise." Scrounge's voice felt weak, and he realized that the agony he had recently endured must have already drained half his power reserves.

The Destron continued to ignore his pleas, intent on making careful incisions into the front of Scrounge's chassis. "Hold still, now, if you can. That's a good Autobot. We're almost done."

Once again, the pain was excruciating. The laser cutter didn't seem to care that it was slicing through live circuitry and cutting across fuel lines that felt dangerously close to his spark chamber.

 _His spark chamber_ he realized, horrified, and let out a scream that would have burned out his vocalizer circuits had Deluge not deactivated him a few cycles later.

Somewhere in the dark recesses of his transitioning consciousness, Scrounge began to comprehend his part in the great play called life, and was finally happy to let go.


	4. Chapter 4

**Chapter 4**

Sentinel Prime leaned against a column with his arms crossed in front of him, his blue optics tracking his star pupil. He watched and waited as Optronix patiently accepted words of encouragement and congratulations from his class mates until, one by one, they left for the evening's cycle, the class having been dismissed for the day. Optronix and Hot Rod were the last two students to remain, lingering in the arena and chatting among themselves. Finally, Hot Rod took one look at Sentinel, and was about to head for the exit when a beckoning finger indicated for them both to approach their instructor.

Sentinel sized up the two Autobots, and then his gaze came to rest upon Hot Rod. "You," he said, his voice stern, his finger pointing.

Hot Rod cleared his throat. "Uh, Sentinel?"

"Hand it over," the Prime ordered without reservation. " _All_ of it."

Hot Rod looked back at him, perplexed. "Hand over all of what, sir?"

Sentinel was in no mood for dealing with student misconduct; he felt that he was truly above playing superintendent to a bunch of impudent, unruly Autobot cadets, and couldn't wait to resume his normal position as leader of the Autobot army when his tenure here was over. He leaned in closer towards Hot Rod. "All the _credits_ you collected from your illicit wagering." Hot Rod's frowned expression told Sentinel that he was guilty as charged, though he said nothing. " _Now_ , Hot Rod, or I _will_ report your little misdemeanour to the panel of directors, which would undoubtedly get you suspended – at _best_."

Hot Rod sighed in resignation, as he exchanged a quick glance with Optronix, who said nothing. The red and orange Autobot reluctantly did as he was told, holding out a stack of credits in his opened palm. Sentinel took the credits from him, and then dismissed the cadet with a nod of his head.

As Hot Rod began to walk away, Optronix turned to leave also, but was stopped by Sentinel's strong hand upon his arm. "Not you, Optronix. Have you given any more thought to what I spoke of earlier?"

Optronix looked back at his instructor in quiet contemplation, before lowering his gaze slightly. "I have."

"And?" Sentinel pushed.

"Sir…" Optronix started, but was not allowed to finish his train of thought.

"Before you give me your answer, Optronix, I want you to do me a favour." When he had the other's full attention, he continued. "I want you to lead a reconnaissance team into Polyhex. Find out what the Destrons are doing. If they are preparing an attack, as we have been suspecting for some time now, I want you to signal our backup units and help put a stop to it before they gain any real ground." He paused, allowing the information to sink in. "Then, once your mission is complete, you can make your choice. If you still wish to remain a civilian, I won't ever speak of it again."

Optronix looked at the Prime in utter astonishment and disbelief. "But, sir… I'm just a cadet. Why send me? Surely, there are far more experienced and capable warriors that will serve–"

Sentinel drew closer to him, his optics lighting up with an intensity and passion that Optronix had never seen from him before. "Yes, yes – but this is _your_ opportunity to show the universe what you are made of, Optronix! How will you ever know what you are truly capable of if you are never tested?" Optronix considered his words carefully, but did not reply. "You are destined to become a great and powerful warrior, Optronix – perhaps more. Of this, I have no doubt. I have complete faith in your ability… now you only need to have faith in yourself," Sentinel finished, and then walked away without saying another word, leaving Optronix alone in the arena.

* * *

Deluge stared lovingly at his newly obtained prize, holding it up gleefully in his hands. He was mesmerised by the spark chamber, the bright spark pulsing with a soft, blue light as it hovered within its transparent container like a caged glow-orb. "Now, my precious little friend, are you ready to embrace your destiny?" Of course, he didn't expect the spark to respond to his words – it couldn't – but it made him feel better when he spoke to his test subjects. Other than the occasional, brief exchange with Straxus, he was a rather lonely mech. He spent most of his time down in his laboratory and almost always worked alone, which didn't help matters, so he'd developed his own unique way of coping with his situation.

He walked out of the lab with the spark chamber, and navigated his way along the darkened hallways until he arrived at a sealed door that led into a special area he'd been using as a secure storage facility. He input an encrypted code on the wall panel and the door slowly hissed open, revealing a large ante-chamber. He stepped inside and sealed the door closed, then made his way to a terminal in the center of the space. The ante-chamber opened up into a massive storage area that contained rows upon rows of individual containment units, occupied with the same lifeless forms that were in his lab. An eerie green glow surrounded each form, and each containment unit was connected to the central terminal via flexible conduit.

Deluge pressed a sequence of keys on the terminal, and a cylindrical receptacle extended from a raised platform nearby. The scientist stepped towards it, carefully holding the spark chamber in front of him, and then inserted the object into the empty space of the receptacle. It clicked neatly into place, and the unit automatically retracted back down into the platform. Deluge stepped back in satisfaction, before returning to the terminal. He watched as a circle of indicator lights activated around the platform, and then he input another set of instructions into the terminal, his finger hovering over the final activation key.

"Now, my little friend. You are about to become an immortal spark, forever remembered as the progenitor of the greatest and most fearsome army that Cybertron has ever known!" he declared aloud, and chuckled to himself. Hitting the last key with a great sense of pride, he watched in complete fascination and awe as the final, revealing stage of his monumental experiment was implemented. Each still form became engulfed in a glorious display of light; the pulsating, flowing energy bestowing life to that which was dead.

* * *

"Well, how soon do you leave?" Swerve ran up to walk closely beside Optronix.

"Can you pick your team?" Hot Rod asked over the din of many voices all speaking at once.

"I…" Optronix began, before he was interrupted yet again.

"He should pick me – I'm faster and far more capable than any of you lot," Sureshot piped up.

"Oh, yeah? Prove it first, hot shot," Hot Rod retorted.

"It'd be my _pleasure_ ," the dragster replied, crossing his arms defensively. "You, me, and the quarter astro-mile."

"No offence, but I think you should stay here, Sureshot. Optronix will need someone with a little more tact, not to mention patience," Pipes offered. The strong, blue-colored Autobot walked alongside Optronix as the group of cadets entered the main student hall.

"What – someone like _you_?" Sureshot shot back at him. Nearby, the mini-bots began to fight amongst themselves as they tried to determine who would make the best spy.

Before Pipes could give Sureshot his reply, Optronix suddenly raised his voice, beckoning them all to quieten down, palms facing outwards. "Stop – guys… please." Many of his class mates had waited for him outside the Academy just so they could accompany him all the way back to the student hall, and he hadn't had a moment's peace since. "I'm sorry; I can't tell you anything more."

"Give him a break," Blaster said to them from behind Optronix. "C'mon, you heard the bot; he'll let you know more soon as he _has_ more to tell."

After a few moments of disappointed murmuring and protests, the Autobots gave up and began to disperse. "Thanks," Optronix said to Blaster, feeling uncomfortable about being the center of so much attention.

"Hey, any time, Op." Blaster made his way over to the fuel dispenser to pour himself a canister, while also offering one to Optronix. "I gotta admit – venturing into Destron territory to find out what that nut job Straxus is up to? I don't blame 'em. I mean, I wish _I_ could go with you."

Optronix held up a hand to decline the offer for a drink. "No, thanks." Blaster returned with his canister full of fuel, and took a seat. "Nut job?" Optronix asked him, curious.

Blaster looked up at him in mild amusement. "Yeah! Don't you ever listen to the news broadcasts?" Optronix looked at him blankly, and he shrugged. "For one thing, he thinks he's invincible. Keeps threatening to invade Iacon and take over." Blaster chuckled. "With his small army of misfits? I tell you – that ain't ever gonna happen, not in a million vorns." He paused in thought. "Don't you worry, Optronix. You've got nothing to worry about – it's a dead easy mission."

The red, blue and white Autobot nodded in acknowledgement, but made no further comment on the subject. "I'm going to go and power down."

Blaster watched him curiously. "You sure you don't want to hang out with the rest of us? It's still early."

"I'm sure, thank you," Optronix replied, and then said no more as he turned and left the main hall for his private quarters.

* * *

Astrotrain quietly guided his shuttle mode over the still dark landscape, low to the ground at first and then rising sharply to avoid the immense, mountainous barrier along Polyhex's border to the east. Once he'd gained enough altitude, he levelled off and began making a wide, circular path as he approached Darkmount.

"Take us down," Starscream looked at the map of the old fortress displayed on Astrotrain's instrument panel. "Here." The shuttle responded instantly, and the rugged barrier soon gave way to a deep canyon that separated the castle from the surrounding region, offering a certain level of protection from invasion.

As details of the landscape became clear from the shuttle's front view screen, Skywarp was alerted to movement on the ground below. "Hey, did any of you see that?" he asked suddenly, pointing towards the view screen.

"See what?" Starscream said, his gaze following his trine mate's indication.

Thundercracker and Dirge stepped closer behind them, and after a few astro-seconds the blue and grey seeker spoke up. "Yeah, looks like there's a party down there."

The Air Commander responded quickly, addressing the triple changer. "Astrotrain, have we been spotted?"

There was an uncertain pause as Astrotrain evaluated their situation. "It's unlikely," he replied, hesitating. "But that's not what's worrying me, Starscream."

"Whatever's down there is not behaving like any Destron army I've ever seen before," Dirge said suddenly, slight concern in his tone. Like the others, his gaze was now fixated upon the scenery below.

"It looks like they're heading towards Iacon," Skywarp added, fascinated.

"Maybe it's Straxus' party?" Thundercracker said, though he didn't sound too certain about it, and Astrotrain quickly lay that theory to rest.

"No… I'm not picking up any signatures."

Starscream moved closer to Astrotrain's control panel and closely studied the display. "No energy signatures at all? Are you sure?"

"It's right there on my short-range scanners," the Decepticon shuttle replied collectedly.

"Hm. There must be an explanation," Starscream replied, perplexed. Finally, he made his decision. "Take us closer." A few astro-seconds later, the scene below them revealed a long, thin formation of what appeared to be various mechanoids marching slowly north; the moving line stretching all the way back to somewhere within the fortress's perimeter. There were hundreds of mechs, if not more – far greater in number than Straxus' small army of loyal followers. Their disjointed movements were not without some effort, though they were steadily gaining ground, even at their unusually slow pace. "Run a closer scan," Starscream ordered, watching the foot soldiers carefully. "What do you pick up?"

Astrotrain gave him an immediate answer. "They _seem_ to have some sort of a signature, but it's too faint; I can't tell them apart. It's almost as if they're… I don't know." All six Decepticons fell quiet as they pondered the possible meaning of his words. "I've never come across anything like it before," he said finally, breaking the silence.

"What should we do?" Skywarp asked.

"I think we should find out exactly what's going on, for starters," Thundercracker answered, and the others gave him their unspoken agreement.

"They should have detected us by now, at least," Dirge stated.

They all looked to Starscream for guidance, and it did not take long for the Decepticon Air Commander to decide upon their next course of action. "Well then, let's go down and say hello."


	5. Chapter 5

**Chapter 5**

When Optronix arrived at the Academy's conference room shortly after being summoned there, Sentinel Prime awaited him. A small number of Autobots were also present, seated around an oval table. They were obviously not cadets – that much was apparent to Optronix – something about the way they carried themselves; dignified, self-assured, confident – perhaps too confident, somehow.

"Ah, Optronix. I want you to meet the team of Autobots that will be accompanying you on your first mission," Sentinel began, as soon as his star cadet stepped inside the room, who nodded courteously but said nothing. The red and black Prime stood up to introduce each Autobot in turn, starting from the bot to his left and moving clockwise around the table. "This is Tumbler, a fine scientist with a keen mind; Ricochet, your sharpshooter; Roadbuster, and Twin Twist, two of the most effective warriors Cybertron has to offer… and Prowl, a brilliant strategist and my own personal advisor – he will serve as your aide for the duration of your mission." When Sentinel finished the brief introductions, he sat down again. "Now, as much as I'd like you all to get to know one another better, time is of the essence. Optronix, I'd like for you and your team to leave for Polyhex early next recharge cycle – possibly sooner." He paused, brought his hands together in front of him. He held Optronix's gaze, waited for him to say something. "Optronix?"

"Sir," The Autobot cadet glanced down at the floor, faltering for a brief moment as uncertainty and disbelief entered his thoughts, but the moment soon passed and when he returned Sentinel's gaze it was with a steadfast assuredness that Sentinel fully expected from his star pupil. "I'm ready."

A smile slowly spread across Sentinel Prime's face, and he nodded in satisfaction. "Good. Very good."

* * *

Outside the conference room, Hot Rod waited eagerly to hear all about the mission – or, at the very least, what information he would be able to press out of Optronix. With him were a handful of their class mates; namely Blaster, Magnus and Skids.

"Hey, Op – those guys on your team?" Hot Rod asked incredulously as Optronix stepped out into the hall, indicating towards the room with a nod.

"Yes."

"Wow. I recognize some of those guys," Blaster commented, surprised, as the team of prestigious Autobot warriors and officers filed out of the conference room one by one ahead of Sentinel. They did not even offer a sidelong glance towards the group of cadets. "That's _Prowl_!" Blaster said, resisting the urge to point.

Skids nodded. "You're in the big leagues now, Op." But Optronix seemed neither perturbed nor impressed by the calibre of the team that had been assigned to him.

"You've certainly earned this opportunity, Optronix." Magnus looked at him with a reserved sense of respect and admiration that Optronix found somewhat surprising. "You certainly deserve it more than the rest of us."

"Speak for yourself, Magnus," Hot Rod replied quietly, as Sentinel exited the conference room and closed the door behind him.

"What are you all standing around here for?" he snapped at the small group. "Now go, get out of here, all of you. Optronix needs to prepare for his mission," he added, before starting on his way down the hall.

"Yes, _sir_ ," Hot Rod acknowledged, rather sourly. Then he headed off in the opposite direction with a dismissive gesture, as Optronix and the other cadets followed after him.

* * *

Straxus paced impatiently back and forth in his control room, stopping only for a brief moment as he waved Deluge forward. The scientist complied, approached the Destron ruler with a quiet, self-satisfied posture, his optical sensors brighter than normal.

"Ah, Deluge. Tell me, have any of our enemies suffered a glorious death today?" Straxus greeted him, his mannerisms and tone of voice overly melodramatic.

The scientist looked back at him in hopeful expectation. "Well, in a manner of speaking… yes." Straxus responded with a satisfied nod, and Deluge felt it was safe enough to continue. "But, ah, my Lord, it was only the beginning. Many, many more of our enemies shall die very shortly."

"My new army is ready, then?" Straxus demanded.

"Yes, Lord Straxus. As a matter of fact, I have already sent it on its way to Iacon."

Those were just the words that Straxus wanted to hear. He grunted in satisfaction, and then turned towards the control room porthole to look out at the skyline towards Iacon, the Autobot occupied city-state. "Good. Command it to destroy anyone or anything that tries to stand in its way. I want those Autobots crying out for mercy at my feet," he ordered, raising a fist at his enemies, "though I shall give them none!"

Deluge nodded in excitement; he couldn't wait for the opportunity to show off his invincible army. "Yes, my Lord."

* * *

"That's close enough, Astrotrain." Starscream waited as the Decepticon shuttle landed on flat terrain behind a large rocky outcropping, the edge of the deep canyon just behind them. Then he disembarked from the shuttle along with the others, and Astrotrain transformed into robot mode. They could all see the strange procession of foot soldiers, much closer now, as it marched in stilted movements in a northerly direction.

Starscream pointed one of his null ray blasters toward the fortress perimeter, and fired a shot from his position behind the rock. It missed the moving targets by a safe margin; instead, a large chunk of rock was blasted off the top of the perimeter wall, causing it to tumble to the ground and break into pieces. Then he watched the marching army carefully, searching for some kind of reaction. There was none; it seemed as though they hadn't even noticed. "Hm… I wonder. Soundwave, try probing their minds. See if you get anything."

Soundwave did as he was asked. It took him only a few astro-seconds to scan the core processors of a number of the foot soldiers. "Scan completed," he informed them, with slight hesitation. "Results: insubstantial."

A brief pause followed, before Astrotrain prompted him for more information. "Insubstantial?" he repeated curiously. "You mean, you can't read their minds?"

Soundwave turned to him. "They appear to be mindless drones."

"Just as I suspected," Starscream responded, a look of amusement on his face. Then he stepped out from behind the outcropping and began walking confidently towards the moving line. He waved his team forward as he did so, indicating for them all to follow him. "Come on."

"Wait, Starscream." Thundercracker was hesitant, as were the rest of them. "What are you doing?"

Starscream stopped to glance back towards his trine mate. "You heard Soundwave; they're nothing but mindless drones. Besides, I don't see Straxus or his party of clowns anywhere, do you?"

Thundercracker was not entirely convinced. "But we don't know who's controlling those drones, or how. I mean, shouldn't we find out a bit more about them first?"

"That's exactly what we're going to do," Starscream replied simply.

Skywarp encouraged his friend with a hand upon his wing and a mischievous smile, pushing him forward. "Come on, Tee Cee. What's the worst that can happen?" Then he walked towards Starscream, ready for whatever the day would bring.

Thundercracker shrugged, and then followed after his trine mates before he had a chance to change his mind. "Ah, what the hell."

* * *

Optronix did not wait too long to begin his mission into Polyhex. In fact, his readiness and eagerness surprised even the team of seasoned and experienced Autobots who had been assigned to him. He had given out the call only three hours after they'd been formally introduced, and he now waited patiently for them at the rendezvous point just outside the Academy's main grounds.

Prowl was the first to arrive, followed shortly afterwards by the others. "Are you ready?" Prowl asked him.

"As ready as I'll ever be," Optronix replied, self doubt once again showing. He had never led an Autobot team into enemy territory before, let alone a team of competent officers, and he knew that, eventually, this fact would become painfully obvious to his new team mates. But Prowl did not appear dissuaded in the slightest, nor did he appear overly concerned or disappointed with him – if anything, he seemed to accept Optronix's self doubts as a simple matter of course.

"Don't worry. You will do fine," Prowl said, reassuring him. "Just give us the orders, and we'll take care of the rest."

Optronix nodded, thankful for Prowl's words of encouragement. Then he began to head out towards Iacon's main speedway that led south in the general direction of Polyhex, transforming into his large truck mode as he went. "Then… transform into your vehicle modes and follow me." The others all did as he said without hesitation and he couldn't help the strange feeling of power and responsibility that came over him – something that seemed to go hand-in-hand with commanding a team that was trained to obey his every command – despite this, his new position of leadership made him feel a little uncomfortable. "Let's roll out," he added, and tried to focus on the mission.

* * *

Starscream walked closer to the line of marching soldiers, stopping only a couple of astro-meters away. He folded his arms across his chest as the rest of his team, close behind him, watched the same show with interest.

"They're completely unaware of us," Astrotrain commented, as their second in command stepped forwards again until he was directly in front of one of the soldiers, blocking its path. He fired another shot, this time point blank at the mech's mid-section.

They all watched as the soldier fell to its knees, its movements highly erratic. Starscream stepped back towards the other Decepticons, and watched as the rest of the strange army continued to march forward relentlessly, stepping around or over the fallen mech – which was now face down against the hard ground, unmoving – and not stopping to help their stricken comrade. After several moments, Starscream turned back towards his team mates. "Let's pay a visit to Darkmount. I want to find out where all these drones have come from, and how Straxus has managed to–"

Suddenly, Skywarp's optics widened in alarm, his expression changing abruptly as he leapt forwards to push his trine leader out of the way. "Starscream – watch out!"

After they'd both regained their posture, Starscream turned around to see what the fuss had been about, and was taken aback by the sight. Skywarp had managed to move him out of the way of the fallen mech, which had awkwardly yet swiftly picked itself up off the ground without warning, reaching up with an outstretched arm to try to grab a hold of Starscream. However, it was the crazed look in the mech's optics and the menacing growl that emanated from its throat, rather than the actual threat of its grasp, that had propelled Skywarp, instinctively, into action.

"Thanks," Starscream said to the purple and black seeker and then, without hesitation, fired his null ray at the drone that had tried to attack him, and then fired again, until he was certain that he had off-lined the obviously deranged mechanoid, but to their utter astonishment such certainty never came.

Finally, Skywarp reached out a hand and placed it on top of one of the null ray blasters mounted on Starscream's arm. "Don't fire at them anymore," he cautioned. It seemed that the more shots they fired at it, the more the drone bounced back from the blasts, albeit faster and stronger than before, as it crawled and scrambled along the ground in an effort to grab whoever happened to be within its reach. The whole scene was quite bizarre, not to mention disturbing.

"What the…" Starscream said, as he and Skywarp stepped backwards to the relative safety of their team mates, each with their weapons aimed at the odd army. Then he spoke up, issuing a command. "Skywarp's right. Hold your fire!"

"What _are_ they?" Dirge asked, his voice low, his expression incredulous as he continued to watch the drone that had broken away from the rest of the procession. It was still scrambling towards them, hell-bent on reaching Starscream, half-stumbling as it went.

But Starscream had seen enough. "Come on, let's get out of here," he said, taking to the air, and in less than a few astro-seconds the others lifted off into the air with him, heading for the Darkmount fortress.


	6. Chapter 6

**Chapter 6**

The Autobot team members did not speak a word as they made their way to Polyhex; their only sounds were the purring of their engines and the smooth turning of their wheels as they drove down the polished Cybertronian road. Their behaviour was very different to that of the rowdy Autobot cadets that Optronix had come to know over the past stellar cycle, and he wondered whether a military life was something that he might want.

It was a good half hour before one of them spoke, as the Iacon-Polyhex border finally came into view in the distance. "How much do you know about Straxus?" Optronix said, directing his question to his advisor for this mission.

"Only as much as what is known in the official report," Prowl responded after a beat.

That official report contained a detailed profile on the war lord, including a brief history, known weapons and abilities, his main strengths and any noted weaknesses. One of his weaknesses, according to the report, was an unstable personality that seemed to hinge on bouts of irrationality and occasional madness. "But you have never dealt with him in person?" Optronix probed, as he began to slow down his speed.

"No."

Optronix came to a stop, and then transformed into his robot mode. He studied the view of the horizon for some time, unmoving, as the other team members pulled up alongside him and transformed as well. "Remember, this is a reconnaissance mission – nothing more. I don't want to alert Straxus that we are about to enter into Polyhex, if we can possibly avoid it. Any suggestions?"

"If I may make a suggestion?" Tumbler responded, and then waited for Optronix to acknowledge him.

"Go ahead," Optronix replied.

"There is a solitary bridge that allows access into Darkmount. We just have to follow this road all the way to the end to get to it. I know how to activate it," Tumbler explained. "The only problem would be the guards."

"Just get me close enough and they won't be a problem," reassured Ricochet, the sharpshooter.

Optronix considered their advice carefully, gave them both a small nod. "I would prefer we did not have to kill anyone." He paused, and then, "Ricochet, are you able to disable those guards temporarily?"

Ricochet looked back at him uncertainly. "Well… sure. I suppose I could stun their circuits temporarily, if you'd prefer. Though it's riskier; it may only cause them to suffer a brief disorientation, depending on their structural integrity. Even worse, it might even give them enough time to alert Straxus to our presence."

"What do you think?" Optronix looked to Prowl, hoping for some indication that he would not have to make those kinds of decisions. Then, just as Prowl was about to give his reply, one of the other team members called out to the others, pointing towards the horizon.

"Hey, look – what's happening over there?" It was the orange and green warrior named Roadbuster. Everyone aligned their gaze to where he was pointing. There, in the distance, was a long, orderly line of mechanoids marching towards them in slow, spasmodic movements. The strange convoy seemed to stretch all the way back to Darkmount, as it made its way steadily north towards Iacon. "Come on, let's go check it out," he added, almost without thinking.

"Wait–" Optronix interjected, just as spontaneously. "We're not going to rush into an unknown situation." Then he stepped forwards, his attention suddenly captivated by the odd, distinct movement of the marching mechs. "Perhaps Straxus has sent his army after us." Though it sounded weak, he could not think of a better explanation for what he was seeing.

"Not likely," Prowl considered. "The size of Straxus' army is small."

"But you don't know that for sure," challenged Twin Twist, the blue and white, heavy-set warrior. "He could have built up his numbers since the Autobots last had anything to do with him."

"True. However, the Polyhex border is constantly being monitored. If there had been any indication of recruitment activity, we would have been alerted to it," Prowl responded, his manner calm and methodical.

Twin Twist disapproved of Prowl's impassive evaluation, but said nothing further about the topic. Instead, he turned to their team leader. "So, Optronix," he said, placing unnecessary emphasis on the name, "What are your orders?"

Optronix turned back to face his team members, his mind now made up. "Prowl and I will take a closer look. I want the rest of you to wait here until I give the signal for you to join us – and not a moment before."

Obviously disappointed, the two warriors were about to protest Optronix's orders, stepping forwards in an attempt to assert their own authority, when Prowl stopped them. "Need I remind the both of you that Optronix is our team leader for this mission? Show him any form of disrespect, and you will answer directly to Sentinel Prime. Is that clear?"

Roadbuster and Twin Twist hesitated for an instant, holding Prowl's gaze, before backing down. "Yes, sir," they said, still reluctant, and still unhappy that they had been ordered to stay behind.

Prowl nodded towards Optronix, indicating for him to take the lead. He did so, and without another word the Autobot cadet led the way towards the unusual activity in the distance.

* * *

The Decepticon party of six set down on solid ground closer to the fortress of Darkmount. There were no Destron guards visible, yet this did not guarantee that their presence had not been detected. Quite the opposite was true, in fact; Straxus liked to strategically post sentinels at various hidden locations on a regular basis, in an effort to thwart any would-be attackers and keep one step ahead of them. So far, no army had successfully managed to infiltrate his fortress in quite some time, though whether this had anything to do with any of his strategies was unclear.

"Straxus must have converted those mechanoids from somewhere," Starscream said, speaking his thoughts aloud. They could all see the last of them marching away from the fortress, now safely in the distance.

"Converted?" Thundercracker repeated. "I'd say more like infected."

"Yeah, maybe their central processors have been infected with some kind of mind-numbing virus," Skywarp agreed. He couldn't help but have a little fun with the whole idea. "Kinda like – a zombie virus."

"A zombie virus?" Dirge looked at him incredulously, and then shook his head in dismay.

"Well, then how would you explain what we just saw? Since you're so smart," Skywarp replied, his arms crossed.

Dirge sighed inwardly. "I don't know. But what I _do_ know is that whatever's happened to those mechs, there _is_ a reasonable explanation for it."

Thundercracker looked at him. "I'm going to go with the zombie virus," he said, dead-pan.

"Well, zombie virus or otherwise, we're going to find out," Starscream interjected, as Dirge looked back at the other two seekers in disapproval. "Straxus must have some kind of experimental research facility or something around here," he continued, ignoring his trine mates. "Soundwave, do you have any ideas?"

Soundwave, more than any of the others, knew his way around the place. "There exists an underground laboratory directly beneath the central control tower."

"Good, we can begin there. Can you get us inside?" the Air Commander said, to which Soundwave nodded affirmatively.

"I'm going to mask our signatures, but we must remain close," the communications expert told the others.

"Understood," Starscream acknowledged, and then waited until the rest of his party had moved ahead in front of him before he brought up the rear, as they all followed Soundwave into the Darkmount fortress.

* * *

As the bridge that closed the gap between the Darkmount castle and the rest of Polyhex came into view, Optronix halted. He and Prowl now had a much better view of the army of mechs, which was making its way across the bridge. The foot soldiers appeared to be unarmed, though what was even more unusual was the fact that they seemed to have no discernible leader, at least as far as Optronix could tell. "There's something very odd about them," he finally commented, speaking in a slow, soft voice. "But I can't quite put my finger on it. I'd like to get a closer look."

"I would advise against it," Prowl responded. He sounded a little concerned, and wasn't sure whether Optronix could handle the situation without backup; despite the fact that he came highly recommended by Sentinel Prime himself, Optronix was still an Autobot cadet, and still lacked valuable experience in the field.

Optronix hesitated, but only for a brief moment. He started making his way towards the bridge, slowly at first, and then with strong, deliberate strides. Prowl followed his lead, though said nothing further. They soon came to another stop only a few astro-meters away from the marching soldiers, and could now clearly see that they were a mix of both Destron and Autobot, though just as many appeared to have no affiliation at all.

"Something's wrong," Optronix began, trying to find the right words. "I sense it." Prowl nodded affirmatively, but said nothing. Then Optronix cleared his vocal processor, adjusted the volume of his voice to a level that would definitely be heard by the strange mechs. "Greetings. I am Optronix, and I am here with a small team of Autobots. We mean you no harm." Incredibly, there was no reaction or response from any of the mechs. Optronix continued, this time stepping closer towards them until he was only an arm's length away from them. "We simply wish to know your intentions, and who commands you." Still nothing. He kept watching until the last of them had crossed over the bridge, and then reached out to grab a hold of the soldier who was last in line. "Excuse me–"

The mech suddenly turned around, and Optronix was taken aback by the sight. The mech's contorted face had all the tell-tale signs of a deranged and maniacal mind, as if driven by an all-consuming, inner fury that surpassed all reason or understanding.

"Optronix!" Prowl leaped towards him in an attempt to prevent the mech's next move, but he was too late as Optronix found himself locked in a struggle, the mech suddenly grabbing hold of both of his arms with a grip several times stronger than what any mech was normally capable of. Optronix grunted with the effort of the struggle, but nothing he did seemed to shake off his attacker. The mech, or whatever it was, was far too strong. "Optronix, I'm going to try and get a clear shot. Watch out!" Prowl warned him, and then aimed his gun at the mech, who had managed to tackle Optronix to the ground. After several tentative moments of trying to get a clear aim, he fired.

A quick round of acid pellets hit the target and, thankfully, it seemed to have the desired effect as the mech released his grip on Optronix and fell backwards. In the same instant, Optronix scrambled out of harm's way, and then picked himself up.

"Are you damaged?" Prowl asked.

Optronix shook his head. "That was close. Thanks."

"Don't mention it. Though I would suggest that next time–" Prowl began, but did not get a chance to finish his sentence as his optics were suddenly diverted back to the mech on the ground. Optronix followed his gaze, and couldn't believe what he was seeing. The mech, obviously damaged by the highly corrosive acid pellets from Prowl's gun, staggered awkwardly to its feet, growling menacingly. Then it dived towards them, intent on taking them both down. This time, though, Prowl and Optronix managed to easily step out of its way. The mech stumbled to the ground, then struggled to stand up again as it continued to push towards them. It seemed determined to reach them in an obsessive manner, regardless of any damage it had sustained, which it seemed to completely ignore.

"How can this be?" Optronix asked Prowl, perplexed, but Prowl had no useful answer for him, other than to suggest their next course of action.

"We must inform Autobot Command as soon as possible."

"Agreed. These… _things_ … must not be allowed to enter into Iacon," Optronix said, adding, "whatever they are." As he spoke, he and Prowl were already on their way back towards the rest of their team. "Come on, we don't have much time."


	7. Chapter 7

**Chapter 7**

Inside the main student hall at the War Academy, Hot Rod had his feet up on the table, seated in one of the chairs. He held the levitating energy sphere from the agility challenge in one hand, throwing it up in the air and then balancing it on the back of his hand as it floated back down towards him. Distracted with his thoughts, he didn't hear a small group of his class mates enter the hall.

"Hey, wake up!" A voice suddenly broke his reverie, and he glanced up to see Blaster. Magnus, Sureshot and Skids accompanied him.

Hot Rod kicked his feet off the table, gave them his full attention. "What do you freak shows want?"

Blaster took a seat opposite him, ignoring his remark. "You look lonely. Thought you might appreciate a little company," he said, rather nonchalantly. Then he leaned forward slightly, mild concern in his optics. "Oh, by the way, you haven't seen Scrounge anywhere, have you?"

Hot Rod looked amused. "Oh, you mean that little twerp? Why do you care?" Blaster simply shrugged, half expecting such a response, but then Hot Rod seemed to reconsider the thought. "Last I heard, his mini-pals all did a number on him – left him overcharged in some bar. Maybe he's still there?"

Blaster shook his head. "Nah, he's been gone too long." When Hot Rod made no further comment, Blaster changed the focus of their conversation. "So, what's up with you?"

Hot Rod looked at him in confusion. "Nothing's up with me."

"Hey, I got ears. So, spill it." When the orange and red Autobot cadet neither confirmed nor denied that he had anything on his mind, Blaster probed a little deeper. "It's Optronix, isn't it?"

"Yeah, what about him?" Hot Rod replied, trying to make it seem as if it were no big deal. But they could all see through his thinly disguised pretence.

"Come on – you're not the only one who's worried about him, you know."

"Oh, geez," Hot Rod started, but then gave in to his true sentiments. He shook his head in frustration. "You know what? To slag with the rules. We should have gone with him on that mission." For once, none of them disagreed with him, and he felt a strong sense of support and encouragement from his class mates that he thought had been previously lacking. He stood up determinedly. "Come on, let's go–" he decided, grabbing Blaster by the arm, but the cassette-bot guardian held back.

"Whoa, whoa… now hold on just an astro-second, hot shot. Where do you think you're going?"

"There's no use hanging around here. You're right, he needs our help. So let's go," Hot Rod pushed, rather impatiently. "Come on, who's with me?" he asked the others.

"Hey, I never said anything about going anywhere," Blaster defended. "You know Optronix can take care of himself. Besides, he's got the best warriors on his team–"

"Pfft. They may be the best warriors, alright, but they don't know Optronix like we do."

"Look–" Blaster began, but then one of the others spoke up in support of Hot Rod.

"Hot Rod is right." It was Magnus. Though he spoke in a low, calm voice, the conviction he carried forth was undeniable, and quite unexpected, and they all looked to him for guidance. "We should help him," was all he said.

"I'm in!" Sureshot exclaimed, standing beside Magnus, while Skids said nothing though he made no protest. Blaster looked at them all in turn, and then back at Hot Rod, who was grinning, the sullen mood he had been in earlier now completely gone.

"If we get caught we'll be booted out of the Academy–" Blaster warned them, stating what they all already knew.

"Yeah, yeah, I know. So we'll all end up being forced to clean out Sentinel's waste extraction facility every day for the rest of our existence, and our lives will essentially be over," Hot Rod replied, not helping to reassure him at all. "But, it'll be worth it."

Blaster shook his head in dismay, but couldn't help smiling in spite of himself. "You're one crazy son-of-a-glitch."

* * *

Soundwave knew his way through the labyrinth of tunnels and passageways that made up Darkmount fortress better than anyone, moving cautiously yet swiftly and with a quiet confidence that his fellow Decepticons found reassuring. Without him, they would have been lost.

So far, they had managed to avoid being seen. After several breems had passed, Soundwave finally stopped outside an open doorway and turned to face his team. "Deluge's laboratory," he said simply, and then waited for Starscream to step inside.

The Air Commander peered inside the laboratory, and immediately noticed the bench in the center of the room. He glanced uncertainly back down along the passageway. "Where is everyone?" he asked, but Soundwave had no answer for him. Then he shrugged it off and stepped inside the lab, followed by the other Decepticons.

Forming a semi-circle around the bench, they all looked down at the hapless victim whose lifeless frame was still secured to the bench. There was a gaping hole in his chest where his spark chamber used to be.

In the deathly silence of the lab, no one dared speak too loudly. "This place is giving me the creeps," Skywarp said at last and, for once, Dirge agreed with him.

"Poor fragger," said the conehead, and looked over at Astrotrain. "Almost feel sorry for him."

"Considering what we've just seen, he's probably better off," responded the triple changer.

"He's very small, though," Thundercracker chimed in, and the others looked back at him expectantly, so he clarified. "You know, even for an Autobot."

Starscream ignored the commentary, preferring instead to focus on the reason for their visit. "Well, what I want to know is, what does Straxus want with his spark… even if he is unusually small." Then he walked around the lab, examining the various assortments of tools and equipment that cluttered the room. Something along the back wall caught his optic, and he stopped to examine it. Held up by cables was what appeared to be one of those zombie-like mechs they had encountered earlier, except this one was completely inert and missing half its limbs. Its optics, in particular, were dark and colorless – a sure sign that it contained no spark of life at all, though its spark chamber remained intact. Upon further examination, Starscream realized that its personality chip had been removed, and he started to piece together a rough picture of what must have happened to it. "Is this Deluge some sort of genius, or a raving mad-mech?" he said to himself, not expecting anyone to give him an answer.

Thundercracker made his way towards his trine leader, followed by the others. "Depends on who you're asking," he said, staring up at the lifeless remains of a former Destron. "They say there's a fine line." Starscream couldn't help but smile at his friend's quirky sense of humour.

"So, what do you think Deluge has done to them?" Astrotrain asked, indicating the dead mech, ever curious.

"I thought it wasn't possible… until now," Starscream replied.

"What wasn't possible?" Thundercracker questioned, wanting to know more.

"As you already know, if our control systems and personality chips are removed, we'd be nothing more than mindless drones ourselves."

Thundercracker looked at him in contemplation. "Well, sure. That's been proven many times before, hasn't it?"

"Yes; however, an internal power source would still be needed, and without some sort of basic consciousness to keep our autonomous systems operational, we'd soon burn out. We'd never last more than a few hours. But those drones…" Starscream shook his head. "Somehow, Deluge has managed to not only find a way to prevent them from burning out, but they seem able to _absorb_ power from external sources as well. That's never been accomplished before."

"So that's why it wouldn't stay down after you blasted it?" Skywarp said, referring to their brief encounter earlier with the drone mech just outside the fortress.

"Exactly," Starscream replied, and then continued his explanation. "There's a little known theory that says that a solitary spark can be split up an indefinite number of times, and then each piece of the original spark can be used to control an individual drone." Starscream walked slowly back to the spark-less Autobot on the bench, as he continued to formulate a suitable explanation for what he had seen thus far. "The same theory also tells us that each piece of spark could provide just enough of a basic consciousness to keep a drone's control systems functional…"

"But not enough to allow it to think independently?" Thundercracker finished for him.

"Precisely." Starscream looked down at the Autobot's remains, and a sense of fear and foreboding suddenly flooded into his circuitry from seemingly out of nowhere, causing him to waver for a brief moment.

"Starscream?" Thundercracker asked, concerned.

The Decepticon second in command quickly regained his composure. "Yes, as I was saying–" He stepped away from the Autobot and turned back around to face the others. "What I still don't get is where all those drones have come from. Straxus must have sourced them from _somewhere_." No one said anything straight away. Starscream had raised a good point, though it seemed that none of them had any answers for him. That is, until Soundwave offered him a possible solution.

"There is a sub-region within Polyhex known as the Dead End. It is populated by a growing number of mechs who have turned against the current systems of command, and have abandoned their home cities," Soundwave explained, gaining everyone's attention.

"Yeah… yeah, that's right," Astrotrain commented, snapping his fingers. "I remember hearing about them. It made the regional broadcast a while back. I think they were nicknamed the 'Empties' or something like that."

"Affirmative, Astrotrain," Soundwave confirmed. "They exist in a constant state of struggle for survival, and would be a particularly easy target for anyone inclined to take advantage of them, including Straxus."

Starscream nodded in understanding. "Well, that would certainly explain some of the drones, at least."

"So you think Deluge took his spark and split it up, like you said before?" Astrotrain queried, indicating toward the bench where the frame of the small mech lay motionless. Starscream's grim expression told him all that he needed to know.

"Think _he_ was an Empty?" Skywarp asked of the Autobot.

"It's possible," Soundwave answered him. "Though, from the general condition of his exterior and Autobot emblem before he was captured, it is unlikely."

* * *

Ricochet had had just about enough he could take of the two warriors, Roadbuster and Twin Twist, and the constant competitiveness between them, so when he spotted Optronix and Prowl sprinting back towards them, he held up a hand to curb their rowdiness; they may have been two of Cybertron's best warriors, but to Ricochet they were the world's worst companions. "Guys, _guys_! Shut the slag up! Optronix is back."

All optical sensors now focused upon their team leader, as he came running up to the small group of Autobots. "There's no time to explain, but Straxus has created some kind of super drones, and it looks like they're heading straight for Iacon."

"What? Are you sure?" Ricochet said in disbelief.

"Yes, Ricochet. We must try to prevent them from crossing the border, but I fear it may be already too late. They do not seem to respond to firepower, and are unusually strong. We will not be able to stop them on our own; we are going to need backup. Prowl?" Optronix said, glancing over at his advisor.

"Already on it," he said.

Optronix nodded in approval. "In the meantime, let's try to block them off at the main pass. Follow me," he said, and then transformed and sped off down the main road that led back to Iacon.

Ricochet looked over at the others and transformed into his vehicle mode – a small, black hover car. "You heard the mech. Let's go!" he said, and sped off after Optronix as the rest of the team followed right behind.


	8. Chapter 8

**Chapter 8**

Sentinel Prime did not get along well with the Autobot Council of Elders, nor was it a secret that he often disagreed with them on many major points – a fact which he did not try to hide. Regardless of this, however, they had still granted his request to send Optronix on a mission to Polyhex, provided he was accompanied by a highly trained team of Autobot military personnel. The individual team members had been hand picked by Sentinel Prime himself, which was something that he had been grateful for. Now, alone in his quarters, his thoughts were occupied with Optronix, as well as finding some way for the Autobots to remove Straxus from his seat of power in Polyhex. He longed for the day when the city-state would become official Autobot territory. In fact, he lived for the day when the Autobots would own all of Cybertron, and when all Destrons would be extradited to live out the rest of their existence on some unchartered planet, never to be seen or heard from again.

Lost in these thoughts, he casually glanced over tomorrow's lessons for his Autobot cadets and almost didn't hear the chime of the emergency broadcast on his desk. Turning on the live feed, he watched as the news channel displayed satellite images of the current goings-on near the Iacon-Polyhex border. A voice-over explained the situation, as accompanying Cybertronian letters flashed across the screen.

'… _Autobot Command has initiated a city-wide alert, effective immediately. All military personnel are required to report for duty. This is an emergency announcement. An army of super drones, originating from Polyhex, has just broken through into Iacon. In response, Autobot Command has initiated a city-wide alert…_ '

Sentinel turned off the broadcast and opened an unsecured channel to Autobot Command, growing more impatient with each passing astro-second. Finally, his call was answered. "This is Sentinel… Sentinel Prime, yes… requesting permission to return to active command." He listened carefully to the reply, and there was a long pause before Sentinel spoke again. "This is an emergency situation! I demand that I be allowed to–" Angered with the response, he was about to tell them where they could shove their codes and regulations when his demeanour suddenly changed, and he slowly rose from his seat, listening attentively. "Yes… yes, I understand. Only for the duration of this emergency… yes, yes you have made yourselves very clear. Yes… thank you." He closed the com link, paused in thought for a few astro-seconds, and then opened another link to the Autobots stationed at the Iacon Command Post. "Get your best teams together and send them to Optronix. Yes… yes, do as he asks. At once! Have reinforcements standing by. I'm on my way." Then he closed the link, opened the door to his quarters and strode out into the passageway. Transforming into his heavy vehicle mode, he crossed the Academy's grounds and headed out onto the streets of Iacon.

* * *

There was some movement down the hall somewhere outside Deluge's lab, and Soundwave moved quickly to investigate. "Three Destrons are approaching our location," he warned the others.

Starscream wasted no time. He headed back out into the hall, indicating for the others to do the same. "I think we've learned enough here. Soundwave?"

The communications expert took the cue and led the way out of the underground. He took an alternative route, moving steadily away from the three Destrons behind them until they were safely out of the labyrinth. Within minutes, they found themselves back outside the fortress.

"What should we do now?" Skywarp asked his trine leader.

But before Starscream had a chance to reply, they heard sudden commotion nearby. Less than an astro-second later, they were greeted by a party of Destrons, all pointing their weapons at them. Lord Straxus himself stood in the midst of them, surrounding by his best warriors and guards.

"Welcome to Darkmount," Straxus said, his tone menacing yet playful. Then, " _Fools_!" he cried out suddenly in a rage.

"We were just leaving," Starscream said, taking a few steps back. If he was concerned at all about their current predicament, he showed no sign of it. They were outnumbered by Straxus' group, but not by much.

The war lord stepped closer towards him, and indicated for his guards to surround the team of Decepticons with a rough gesture of his hand. "So soon? Why not stay a while?" Then he narrowed his attention upon Soundwave, and the light from his optics increased in intensity. "You, _traitor_!" he yelled out, pointing his glaive at him. "Guards, seize him and take him to the smelting pools!" he ordered his followers, but as they began to move towards the blue and white Decepticon, Starscream stood between them.

"You've got to get past _me_ first!" he said, then pointed both his null rays at the closest guard and fired. The Destron fell instantly, but there would be no time to waste as the other five Decepticons immediately took the cue, springing into action. No sooner had he spoken than the two rival groups were exchanging laser fire. Grindcore transformed into his tank mode and charged towards Starscream, letting loose a round of shells from his double barrels. At the same time, Straxus charged towards the Air Commander with a war cry, his hand weapon flailing above his head, but the seeker was easily able to avoid him as he activated his thrusters and shot upwards into the air. He and Thundercracker, who had also taken to the air, simultaneously fired their laser weapons down upon the enemy as they scattered and attempted to shoot back, while some of the Destrons also took to the air in an attempt to stop them. Skywarp disappeared and just as quickly reappeared right behind Grindcore, then attacked the heavy Destron from behind with a double dose of missiles, temporarily putting the tank out of action.

"Astrotrain!" Starscream called out, though his tone was more one of annoyance than anything else. "Get us out of here!" Astrotrain quickly transformed into his shuttle mode, and less than a few astro-seconds later the rest of the Decepticons were on board and already on their way back to Kaon.

* * *

Optronix and his team watched in disbelief. The army of drone mechs had begun to spread out in all directions as they crossed the main pass at the Iacon-Polyhex border. From a distance, it looked like a swarming mass moving slowly and laboriously over the smooth speedways and metallic walls of the city, working collectively to reach their destination with the same peculiar, unnatural movements. In total, they must have numbered in the thousands, though there seemed to be a never-ending supply of them, a convoy of mechanical drones that stretched back all the way to Darkmount.

As the army advanced further and further into Autobot territory, the defence sentinels of the city were automatically activated, and they began targeting and firing at the drones. Optronix immediately turned to Prowl, who was already thinking the exact same thing that he was. "Can we deactivate the sentinels?"

Prowl shook his head in frustration. "Not remotely. I'll need to contact Autobot Command. It's going to take at least a couple of breems."

"Dammit," Optronix exclaimed in frustration, more to himself than anyone else. The situation did not look good.

"Backup will be here shortly," Prowl added, hoping to share some positive news.

"Optronix, watch out!" The voice of Roadbuster rang out from close behind him, and the Autobot cadet looked up just in time to see a handful of the drones throwing themselves over a wall directly overhead. A couple of them had landed on the ground dangerously close to Optronix's feet, and were reaching out determinedly as they attempted to pick themselves up off the ground. One of them had damaged his knee joint with the awkwardness of the fall, but this did not seem to even register as the drone growled menacingly at him, trying to grab a hold of his leg. Roadbuster had his weapon trained on its head, but Optronix held out a hand in caution. "No, don't shoot–"

Optronix was cut off as more drones began to close in on his team. They had seemingly come out of nowhere and, more out of instinct than an intention to disobey direct orders, Roadbuster fired at the drones before they could completely overtake the small team of Autobots. It worked, despite Optronix's warning, and the drones scattered and fell backwards, allowing the team to move away and seek a safer location. Then, no more than half a cycle later, those same drones began to pick themselves up from the ground where they'd fallen, and with greater vengeance and strength began to pursue the team once again.

"I don't believe this. They're not staying down!" Roadbuster exclaimed, dumbfounded. "What in the Pit are they?"

"As I was saying, do not fire upon them. It only makes them stronger," Optronix answered, his voice calm and, surprisingly, still in control.

"If we can't use our weapons, then how are we supposed to stop them?" Twin Twist said, equally as perplexed.

"I don't know," Optronix replied honestly, "but we won't be safe if we remain here. We need to keep moving."

The other Autobots made no further comment, but followed Optronix back out along the main road.

* * *

Hot Rod raced ahead of his fellow class mates, leading the way along a familiar route of backstreets at speeds that, under normal conditions, would have earned him several reprimands. But these were no normal conditions; he'd recently heard about the city-wide alert on the emergency broadcast channel, just as many students at the War Academy had learned of his plan to head out to Polyhex in search of Optronix with a small group of cadets. He had attracted the support and attention of quite a number of them, many of whom had also offered to join him on his unauthorised mission.

"He needs our help – I just know it!" he said, as he prepared to turn onto the main thoroughfare, only a short distance away from the Iacon-Polyhex border.

Blaster, however, who had hitched a ride in the back seat of Hot Rod by transforming into his cassette deck alt mode, was beginning to have some doubts. "I'm not so sure this was such a great idea."

"Oh, why not?" Hot Rod asked innocently.

"You heard the broadcast. Iacon's on high alert. What if we're needed back at the Academy?"

Blaster made a good point, though Hot Rod was reluctant to admit that he did not have a very well thought out plan. "I'm sure they'll do fine without us," he said finally, though he knew he wasn't convincing anyone, least of all himself.

"Hey, check that out!" Sureshot said suddenly, as he drove along beside them, and then skidded to a halt without warning.

Hot Rod almost crashed into him. "Hey, watch it!" he rebuked, but then the reason for Sureshot's sudden distraction became clear. He opened his door for Blaster, and the two of them transformed into their robot modes, all the while keeping their gaze focused on the unusual activity in the distance.

Magnus pulled up behind them and transformed also, along with Skids, Pipes, and Tailgate. "They're the Autobots from Central Command, aren't they?"

"Sure are," Hot Rod confirmed. "Come on," he prompted them, and they all began walking ahead towards the commotion.

After a couple of breems the group of cadets, still a safe distance away, began to see and hear things that caused them to stop dead in their tracks. Autobot teams were working frantically to erect a wall of defence in an attempt to blockade the incoming drone army, which was getting ever closer. The first few drones had already reached the front lines, and were attempting to break through the makeshift barricades. They could clearly hear shouts from the Autobots as orders were being given, along with a strange, low growling that seemed to be coming from all directions.

Hot Rod watched the odd scene in bewilderment, and then turned to his class mates, a look of puzzlement on his face. "I don't get it. Where are the sentinels? The aerial units? Why aren't we blasting them to scrap?"

Magnus shook his head, equally as confused. "I don't know."

Hot Rod hesitated, and then continued onwards, more curious than ever. "I get this strange feeling that we're soon going to find out."


	9. Chapter 9

**Chapter 9**

All available military units were doing what they could to stop the encroaching army of drones, as Optronix watched the activity from a temporary outpost, ready to jump to assistance if need be. His initial mission was now essentially complete, and fully trained Autobot officers had taken control of the situation, yet Optronix still felt compelled to stay and help in any way he could.

"Optronix!" a familiar voice shouted, and he turned towards the mech who had called his name.

"Sentinel Prime," Optronix greeted respectfully, "sir." His mentor had been escorted by an elite team of Autobot guards, who immediately moved off to help with the blockade efforts after leaving Sentinel at the outpost.

"Optronix, I've sent a team to Darkmount. I have been told that this enemy cannot be defeated with firepower alone, therefore we must learn more about it so that we may find a way to stop it," he said, looking out around them at the invading drones as they scrambled to climb over the blockade. So far the horde was unsuccessful, but it was proving to be a struggle for the Autobots to keep them all at bay. It was not known how much longer they could hold them off. Optronix simply nodded in understanding, so Sentinel continued. "I would also like to launch a counter-attack, apprehend Straxus and finally put an end to his madness."

As he spoke, shouts of alarm rang out, and the activity intensified suddenly around them. What had been a controlled operation only moments before was now beginning to turn into frenzied mayhem. A few of the drones had scrambled their way past the barrier and were now advancing upon the outpost, unhindered. Sentinel looked into Optronix's optical sensors, his tone now more forceful, more determined. "Listen to me, Optronix. I have all my best warriors out here, but I do not know that we can rely upon their efforts alone." Then he paused, wanting to say more but hoping that he didn't have to.

Optronix took the hint and spoke slowly, cautiously. "Of course, if there's anything I can do to help."

Sentinel nodded in satisfaction. "You have my full permission to do whatever you think is necessary. Remember, I have full faith in you." Then he wielded his dual-ended Primax blade and, in one swift yet powerful stroke, spun around and lopped off the head of a drone that had ventured too close, severing it completely from its body. Stepping back, he and Optronix watched as the headless body lay motionless on the ground until, a few moments later, it began to stir, slowly at first and then with unpredictable, erratic movements, as if it had just been granted a new lease on life.

Optronix was quick to react, brandishing a battle axe while pulling Sentinel away from the thrashing drone as it tried to lunge towards them without warning. The fact that it was missing its head did not seem to slow the monster down at all. "Nothing seems to keep them down."

The Supreme Commander of the Autobot army appeared slightly taken aback by the unexpected reaction of the drone, but then quickly regained his composure. He gave Optronix a nod in silent communication, and then the two of them simultaneously went to battle against the enemy drones as they continued to surround the small outpost.

* * *

After Starscream and his party of six had safely returned to their Kolkular base of operations, the rest of the Decepticons gathered in the control room to hear their report.

"You say that Straxus has created an army of drones," Megatron repeated carefully, wanting to make certain that he'd understood everything they'd told him, "which is invading Iacon as we speak."

"Yeah, but not just any drones – they're super drones – and there's a huge number of them," Thundercracker pointed out.

"Like a huge zombie army," Skywarp added, earning him some odd looks.

"He's not kidding," Dirge explained, rather sourly, to his trine mates Ramjet and Thrust.

The control room fell quiet as Megatron paced in thought. "How many drones?"

"From what I could tell, I'd say they number in the thousands, at least," Starscream answered, "but probably a lot more than that."

Astrotrain, listening to the conversation with interest, offered his view point. "Everyone knows that Straxus is a total nut case; there's no telling what he's planning on doing next. If he successfully invades Autobot territory, guess who his next target is going to be?"

Megatron nodded in agreement. "Furthermore, if they survive such an invasion, the Autobots will surely seek retribution and will not differentiate between Straxus' forces and us."

"Do you really think it'd ever come to that?" Thundercracker said, doubtful.

"You do not know Sentinel Prime as I do," the Decepticon leader answered. "To him, we are still Destron and all Destrons are beneath him."

"What do we do?" Thundercracker asked aloud the same question that was on all of their minds.

"I don't suppose we should try to help stop the drone army?" Astrotrain suggested, after a long moment of silence.

"Help the Autobots, you mean?" Dirge rephrased, but received no response. It needed none as the answer was obvious; if they were to help defeat Straxus' drones, they would be helping the Autobots in the process.

Starscream finally spoke. " _If_ we can come up with a way to defeat the drones before they take Iacon, and help put an end to Straxus…"

"It'd essentially solve both problems," Thundercracker finished for him.

"Plus, it'd be better than waiting for the drones to eventually come to us," Skywarp added.

Megatron considered the situation for a few moments longer, carefully weighing up all their options. "Very well. We need a suitable plan. Shockwave?"

The purple Decepticon guardian nodded, his singular optic blinking purposefully as he spoke. "If I can learn how those drones are being controlled, I may be able to deactivate them. However, I will need a live specimen to study."

"You need a live specimen? We'll get you a live specimen," Starscream reassured him.

* * *

Standing on an overpass high above Iacon's main thoroughfare, Deluge looked down at the startling scene and smiled. He was not too concerned about being spotted by Autobots, as most of them now had their hands full attempting to drive back his drone army. From his vantage point, he could tell that it was a losing battle for them as they tried desperately to prevent his drones from infiltrating Autobot territory.

Thus far, his first live test had been successful, with wonderful results. The drones had performed better than he had ever imagined they would, and in only a short time had proven to be far more resilient to enemy attack than his initial tests had indicated. Not only that, he was able to direct their collective actions by way of a master control module he held in his hand. Still, this required instructions to be sent manually, which he found rather cumbersome. Furthermore, his army lacked a dedicated leader that could carry out his orders upon command. A powerful, capable leader was exactly what his army needed now.

With the utmost care and patience he scanned the fighting Autobots below, looking for one that would best meet his requirements. There were many suitable candidates amongst the elite warriors, and it would have been a difficult choice had he not spotted the perfect subject. Strong, powerful, and fearless; yes, what better Autobot to lead his drone army than the Prime himself?

It was with this decision in mind that he transmitted the next set of commands to his drones.

* * *

If Roadbuster and Sureshot ever thought that they wouldn't see any front line action today, they were proven well wrong. Along with several other elite soldiers who had been called to action, they helped form a defensive circle around the makeshift outpost. Using only melee weapons, they were able to hold back the drones, but only barely; the mindless, soulless entities had more strength than the strongest of their warriors. The only way to inflict any damage and slow them down, it seemed, was to strike when their attention was momentarily distracted. The drones were remarkably resilient, but their reaction times were slow.

"I don't know how much longer we can keep this up!" Roadbuster shouted over the din of menacing growls and the impact of weapons against drone body parts.

"Do what you can! Prowl, call for further reinforcements," Sentinel Prime ordered. "I want every able warrior out here, now!"

"We've already got everyone out here, sir, but there's just too many of them!" one of the Autobot warriors called out to him.

"Sir, maybe we can…" another voice began, but then trailed off as the scene abruptly changed. In a bizarre and unexpected turn of events, each and every drone around them suddenly ceased its attack only to remain standing where it was, quiet and unmoving. It almost looked as if someone had turned off the master switch.

"What in the…" Sureshot said, shaking his head in confusion. No one dared move or put down their weapons, as they watched and waited with bated breath for what would happen next. "You think it's safe to–"

Optronix, who had been standing behind the two warriors, stepped forward, though he kept his optics fixed on the drones. "Not yet, Sureshot. Somehow, I don't think that–" But no sooner had he spoken than the drones slowly began to move again, though this time with a deliberate, new intent, and it seemed as though their previous goal of attacking every Autobot within their reach, for whatever reason, had been abandoned – at least for now.

The Autobot team slowly moved away from the drones, retreating back to the outpost with the hope that it might provide some kind of cover for them, though they were essentially trapped. If the drones were to turn on them again, they would have nowhere to go.

"What are they doing?" Ricochet said as he watched the drones stop and look about, as if they were searching for something. Then, to the Autobots' horror and disbelief, they seemed to resume their advancement towards them, though this time with a little more determination and purpose.

In the distance, armoured tanks rolled along the smooth surface of the main thoroughfare, moving forwards in an attempt to crush the enemy drones underneath their treads. The sound of torn and twisted metal could be heard, as some were permanently put out of action. In response, however, the drones began to congregate in great numbers only to then throw themselves against each tank's side armour and turret, kamikaze-style, while the bodies of the sacrificed drones that had been killed underneath the treads piled up on the road, obstructing the war machineries' path. One of the tanks transformed back into robot mode as he was about to be toppled by the swarm of drones that surrounded him, fighting them off only long enough to try to make his escape.

At the temporary outpost, Sentinel Prime was not faring any better. His teams of Autobots fought valiantly to protect him against the formidable horde, but it was a losing battle. The drones descended upon the Prime Commander in full force, singling him out until they held him securely in their midst.

"Sentinel! Sentinel!" Optronix called out in desperation, attempting to break through the wall of drones, but it was no use. There was nothing he could do to help his mentor.


	10. Chapter 10

**Chapter 10**

By the time Hot Rod and the other cadets arrived at the temporary outpost, the scene that greeted them was nothing short of utter devastation and chaos. Fallen Autobot soldiers lay on the ground, helpless yet still functional, scattered about a wide area and still in danger of being trampled underfoot by the drones as the majority of Straxus' army moved slowly away from the outpost and further into Autobot territory.

"Optronix!" Hot Rod stopped short behind his class mate, who was bent low with one knee on the ground. "Optronix?"

Optronix slowly shook his head and straightened, but did not turn to face the headstrong Autobot. "I couldn't help him." It was all he managed to say.

"Couldn't help who, Optronix?" Hot Rod insisted. "What the frag happened here?"

Prowl, who stood by Optronix's side, answered for him. "The drones have taken Sentinel Prime. We tried to stop them, but…" Then he trailed off; he did not need to finish the rest of his sentence.

Hot Rod looked at them both in surprise, moved around to stand in front of them. " _What?_ Sentinel Prime? Are you serious? They took Sentinel Prime?" he repeated, more in shock than anything else. Then he paused, looking around at the Autobots standing there. "Well, I mean – did you see where they took him?"

Prowl answered him again. "It looks like they've taken him back to Polyhex."

Hot Rod looked at them again with confusion on his face. "Well, aren't we going to go after them?" he said, as if he couldn't fathom why they were not already in pursuit of the drones. "Come on!" he said, attempting to prompt them into action, but then Optronix shook his head.

"It's too dangerous, Hot Rod. Many of our warriors require repairs," he began.

Another Autobot officer nearby, tending to a damaged arm and shoulder, spoke up. "Prime will have to wait – right now, we've got bigger problems," he said, indicating towards Iacon Central. "We've got to stop those drones from reaching our Command Center. If they manage to get inside, we're finished."

"Agreed," Prowl said. In Sentinel Prime's absence, he was now in charge of the Autobot army, or what was left of it. "Ironhide, let our medics know the situation out here, make sure they're prepared for an emergency intake." He looked around, assessing the current situation, and then added, "A large intake. And be careful."

"You don't have to tell me twice," said the one called Ironhide before he transformed into his van mode and sped off.

Prowl looked around him again until his gaze finally settled upon the group of cadets. "You are all from the Academy, aren't you?" No one said anything, but their expressions gave the answer away. "You shouldn't be out here," Prowl said, as he also noticed their concern.

"Uh, sir," Hot Rod jumped in, "we just want to help. We were, uh… worried about Optronix, you know?"

Optronix glanced at him at the mention of his name, but said nothing. He had other concerns on his mind. "Sir," he said, addressing Sentinel's long time advisor, "is there anything we can do to help Sentinel?"

Prowl considered the matter, and slowly shook his head. He was just as worried about Sentinel's well-being as Optronix was, and he disliked feeling so powerless to do anything for him – it was one of the reasons why he did not like to take up the reins as Commander of the Autobot army. "We need everybody we can get to stay and defend Iacon."

As much as he hated to hear it, Optronix agreed with Prowl's decision. "I understand," he said in a low voice, as he looked out towards Polyhex.

* * *

Megatron landed just inside the Iacon-Polyhex border from the air, accompanied by several other Decepticons. All around them, as far as the optic could see, were the tell-tale signs of a recent battle, though it did not look like any ordinary battle had taken place. For one thing, there were no signs of any kind of energy weapons being used at all. The bodies and dismembered limbs of fallen drones were scattered about a wide area, and a small number of injured Autobot warriors were interspersed among the debris as they slowly picked their way through the rubble that had been left behind by the conflict. There were no functioning drones in sight.

"Looks like some kind of zombie massacre took place here," Thundercracker said, breaking the eerie silence.

"Where did all the zombie drones go?" Skywarp asked, watching with revulsion as the torso of one of them wriggled ominously on the ground close by, still intent on completing its unfinished goal. He instinctively took a few steps back.

"That is a good question, Skywarp," Megatron replied. "If I were to hazard a guess I'd say that they're advancing upon the Autobots' command post, if it isn't already overrun with the drones." Then he began walking along a main speedway, avoiding the broken drones and debris from damaged infrastructure that lay strewn across his path.

A few cycles later, the group of Decepticons came across two Autobot officers taking cover in one corner of a shelter, as one of them began to shout something at them. It was difficult to understand what he was saying; his vocal processor must have been damaged during the battle. Regardless, the fact that they both had their blasters pointed at them was not a good sign.

Cautiously, Megatron approached them and as he did so, one of them fired a stray shot, narrowly missing Starscream. The second in command reacted, instinctively raising his own weapon, but Megatron indicated for him to stop.

The Autobot called out to them again, and this time his words were clear. "Don't come any closer! This is your last warning!"

A moment of silence followed, and then Megatron answered him. "I have come to speak with your Prime. We mean you no harm."

At first, the two Autobots seemed unsure of what to do and remained as they were, their guns trained at the Decepticons. But then, slowly, they lowered their weapons. "What do you want? Destrons aren't welcome in Iacon." The same Autobot had spoken again; he sounded mistrusting, with a tone of voice that was gruff and highly unwelcoming.

Megatron stepped closer towards them, studying them with reserved interest. "Considering your dire circumstances, I am sure that your superiors will overlook that minor detail."

The vocal Autobot looked squarely back at the Decepticon leader, his blue optics glowing intensely. "Oh, yeah? Well, for all we know, _you_ could have sent that army." Then he wiped his chin with his hand, looked down at the pink energon that had leaked from a cut on his bottom lip, and spat more of the fluid from his mouth onto the ground.

"I can assure you that I did not," Megatron replied, remaining calm. Then he changed tactic, showing impatience. "There's no time for this. If you will not accept our assistance, then we shall find other Autobots who will," he said, and then started to walk away, the rest of the Decepticons following his lead.

A few astro-seconds later, a voice called out to them again. "Hey, hold on!" The Decepticons stopped and looked back to see who had spoken; this time, it was the second Autobot, who slowly made his way over to them. He walked with some difficulty, most likely due to injuries sustained during battle. "We sure could do with all the help we can get," he said, putting his weapon away. "If you're offering, that is." His voice was markedly different to the first Autobot's – far more amicable and laid-back. His color scheme was mostly black and white.

Megatron turned to face him, and nodded thankfully. "Do you know where I can find Sentinel Prime?"

"Hm, can't say that I do," the Autobot replied, hesitant, but then looked at the larger Decepticon in anticipation. "Though I can probably take you to someone who does?" he offered, and then cautiously looked around the landscape, checking for any signs of the drones. For the moment, at least, the coast was clear. "Come on," he said, and began to walk ahead of the Decepticons while motioning for them to follow him.

* * *

The drones that had captured Sentinel had brought him all the way to Darkmount before handing him over to Straxus' team of guards. He had been strapped securely to a table in the middle of what looked to be some kind of laboratory, then left alone for several breems as he struggled to try to free himself from his restraints.

Sentinel Prime was in a rage, and swore to himself that he would personally see those responsible for bringing him here thrown into the worst maximum security prison he could think of – Garrus-1 immediately came to mind. Any inkling of fear or apprehension for his own safety did not even enter into his processor. "Straxus! You useless pile of bolts!" he called out at the top of his vocal processor, but all he received in return was an echo of his own words as they rang throughout the empty underground caverns and tunnels of the fortress. "You dare keep me here–!"

He was cut short by the sound of approaching footsteps, and then a Destron came into view in front of him. Sentinel did not recognize who he was. "Release me, at once, or I will have your head as my trophy," he seethed venomously.

The Destron simply laughed, finding Sentinel's wrath quite amusing. "My, my, don't we have a temper?" he said. Sentinel growled, and shook with rage as he attempted to break the restraints holding down his arms and legs. "Please, try to relax." The Destron walked around the lab, picking up a few tools and preparing equipment, though Sentinel could not quite see what he was doing. "So… what do you think of my drones?"

Sentinel became still, looked up at the Destron scientist. " _You_ are the one responsible for that atrocity? Then you shall surely pay for what you have done, right after I have Lord Straxus executed in his own smelting pools."

Deluge did not flinch at the Prime's threatening promises; on the contrary, he seemed to delight in it all. "You are mistaken. I have wonderful plans for you, Sentinel, wonderful indeed." Then he leaned across the Autobot Commander, examining his chest compartment with a hand-held scanner. "Hm. Yes, you will do nicely. Lord Straxus will be most pleased."

"What are you doing? I demand that you release me, _at once_!" Sentinel warned, but Deluge ignored him, simply concentrated on his task. He forced open the Prime's chest compartment, and it separated into two panels beneath his fingers, revealing the Autobot Matrix of Leadership inside the chest cavity.

"Ah _ha_ … here it is!" he exclaimed, as he caressed the Matrix with his fingertips. Then he spoke to Sentinel again. "You, my friend, shall be given the rare honour of becoming a great leader."

"Leader? I already _am_ a leader, you numskull!" Sentinel said bitterly, his temper unabated.

But Deluge was unperturbed, and corrected the Prime calmly. "Oh, no, no… not a leader of Autobots, but the great leader of my Nemesis Army." Then he removed the Matrix from its seat, and proudly held it up before him.

* * * End of _The Nemesis Army_ Part 1 * * *


End file.
